IpLearn v. Avnet et. al.

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    Corporation, Halogen Software Inc., Kenexa Corporation, Lawson Software Inc., Meta4 USA

    Inc., Mzinga, Inc., Operitel Corporation, Oracle Corporation, Pearson Inc., StepStone AS,

    Technomedia International, Inc., Trivantis Corporation, and The Ultimate Software Group, Inc.

    (collectively, Defendants) as follows:

    JURISDICTION

    1. This action arises under the Patent Laws of the United States, 35 U.S.C. 1, etseq. The Court has subject matter jurisdiction pursuant to 28 U.S.C. 1331 and 1338(a).

    2. The Court has personal jurisdiction over Defendants because they regularlyconduct business in the State of Delaware and in this district, including selling products and/or

    services that infringe one or more claims of the patents-in-suit in this forum, regularly doing and

    soliciting business in this forum, and/or deriving substantial revenue from products and services

    provided to individuals in Delaware and in this judicial district. Each defendant has established

    minimum contacts with this forum such that the exercise of jurisdiction over these Defendants

    would not offend traditional notions of fair play and substantial justice.

    VENUE

    3. Each of the Defendants has committed acts within this judicial district giving riseto this action, including making, using, offering for sale, selling, or providing infringing

    products, services, and support to customers in this district, and actively soliciting and doing

    business in this judicial district. Accordingly, venue is proper in this judicial district pursuant to

    28 U.S.C. 1391(b) and (c), and 28 U.S.C. 1400(b).

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    THE PARTIES

    4. Plaintiff IpLearn, LLC (IpLearn) is a California limited liability companylocated at 1807 Limetree Lane, Mountain View, CA 94040. IpLearn is a technology

    development and licensing company for web and computer-based learning technologies.

    5. IpLearn has been a pioneer in the field of web and computer-based learningtechnologies. Its innovations have been adopted extensively in the eLearning community, and its

    patents have been widely licensed in the industry.

    6. Defendant Avnet, Inc. (Avnet) is a New York corporation with its principalplace of business located at 2211 S. 47th St., Phoenix, AZ 85034. Avnet develops and sells or

    offers for sale infringing learning and development systems in this jurisdiction, including its

    TopClass and reasonably similar products and services, and makes its infringing learning and

    development systems available for use in interstate commerce knowing that they will be

    accessed and used in this jurisdiction and elsewhere throughout the United States.

    7. Defendant Beeline Acquisition Corp. (Beeline) is a Florida corporation with aprincipal place of business located at 12724 Gran Bay Parkway West, Suite 200, Jacksonville,

    FL 32258. Beeline develops and sells or offers for sale infringing learning and development

    systems in this jurisdiction, including its Orchestrata and reasonably similar products and

    services, and makes its infringing learning and development systems available for use in

    interstate commerce knowing that they will be accessed and used in this jurisdiction and

    elsewhere throughout the United States.

    8. Defendant Cengage Learning, Inc. (Cengage) is a Delaware corporation with aprincipal place of business located at 200 First Stamford Place, Suite 400, Stamford, CT 06902.

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    Cengage develops and sells or offers for sale infringing learning and development systems in this

    jurisdiction, including its iLrn Heinle Learning Center and reasonably similar products and

    services, and makes its infringing learning and development systems available for use in

    interstate commerce knowing that they will be accessed and used in this jurisdiction and

    elsewhere throughout the United States.

    9. Defendant Connections Academy, LLC (Connections Academy) is a Delawarelimited liability company with a principal place of business located at 1001 Fleet St., Floor 5, #5,

    Baltimore, MD 21202. Connections Academy develops and sells or offers for sale infringing

    learning and development systems in this jurisdiction, including its K to the 8th Power (Kto8),

    Connexus, and reasonably similar products and services, and makes its infringing learning and

    development systems available for use in interstate commerce knowing that they will be

    accessed and used in this jurisdiction and elsewhere throughout the United States.

    10. Defendant Element K Corporation (Element K) is a Delaware corporation witha principal place of business located at 500 Canal View Blvd., Rochester, NY 14623. Element K

    develops and sells or offers for sale infringing learning and development systems in this

    jurisdiction, including its Learning Management System KnowledgeHub and reasonably similar

    products and services, and makes its infringing learning and development systems available for

    use in interstate commerce knowing that they will be accessed and used in this jurisdiction and

    elsewhere throughout the United States.

    11. Defendant Halogen Software Inc. (Halogen) is a foreign corporation organizedand existing under the laws of Canada, and with a principal place of business located at 495

    March Rd., Suite 500, Ottawa, ON Canada. Halogen develops and sells or offers for sale

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    infringing learning and development systems in this jurisdiction, including its Halogen Talent

    Management Suite (TMS) and reasonably similar products and services, and makes its infringing

    learning and development systems available for use in interstate commerce knowing that they

    will be accessed and used in this jurisdiction and elsewhere throughout the United States.

    12. Defendant Kenexa Corporation (Kenexa) is a Pennsylvania corporation with aprincipal place of business located at 650 East Swedesford Rd., 2nd Floor, Wayne, PA 19087.

    Kenexa develops and sells or offers for sale infringing learning and development systems in this

    jurisdiction, including its Kenexa 2X and reasonably similar products and services, and makes its

    infringing learning and development systems available for use in interstate commerce knowing

    that they will be accessed and used in this jurisdiction and elsewhere throughout the United

    States.

    13. Defendant Lawson Software Inc. (Lawson) is a Delaware corporation with aprincipal place of business located at 380 St. Peter St., St. Paul, MN 55102. Lawson develops

    and sells or offers for sale infringing learning and development systems in this jurisdiction,

    including its Lawson Learning Management System (LLMS), Talent Management Suite (TMS),

    and reasonably similar products and services, and makes its infringing learning and development

    systems available for use in interstate commerce knowing that they will be accessed and used in

    this jurisdiction and elsewhere throughout the United States.

    14. Defendant Meta4 USA Inc. (Meta4) is a Delaware corporation with a principalplace of business located at 3270 East First St., Blue Ridge, GA 30513. Meta4 develops and sells

    or offers for sale infringing learning and development systems in this jurisdiction, including its

    PeopleNet and reasonably similar products and services, and makes its infringing learning and

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    development systems available for use in interstate commerce knowing that they will be

    accessed and used in this jurisdiction and elsewhere throughout the United States.

    15. Defendant Mzinga, Inc. (Mzinga) is a Delaware corporation with a principalplace of business located at 230 3rd Ave., Waltham, MA 02451. Mzinga develops and sells or

    offers for sale infringing learning and development systems in this jurisdiction, including its

    OmniSocial and reasonably similar products and services, and makes its infringing learning and

    development systems available for use in interstate commerce knowing that they will be

    accessed and used in this jurisdiction and elsewhere throughout the United States.

    16. Defendant Operitel Corporation (Operitel) is a foreign corporation organizedand existing under the laws of Canada, and with a principal place of business located at 194

    Sophia St., Peterborough, ON K9H 1E5 Canada. Operitel develops and sells or offers for sale

    infringing learning and development systems in this jurisdiction, including its LearnFlex and

    reasonably similar products and services, and makes its infringing learning and development

    systems available for use in interstate commerce knowing that they will be accessed and used in

    this jurisdiction and elsewhere throughout the United States.

    17. Defendant Oracle Corporation (Oracle) is a Delaware corporation with aprincipal place of business located at 500 Oracle Parkway, Redwood City, CA 94065. Oracle

    develops and sells or offers for sale infringing learning and development systems in this

    jurisdiction, including its Enterprise Business Suite (EBS), iLearning, PeopleSoft Enterprise,

    Beehive, Live Virtual Class, and reasonably similar products and services, and makes its

    infringing learning and development systems available for use in interstate commerce knowing

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    that they will be accessed and used in this jurisdiction and elsewhere throughout the United

    States.

    18. Defendant Pearson Inc. (Pearson) is a Delaware corporation with a principalplace of business located at 1330 Avenue of the Americas, New York, NY 10019. Pearson

    develops and sells or offers for sale infringing learning and development systems in this

    jurisdiction, including its LearningStudio, NovaNET, and reasonably similar products and

    services, and makes its infringing learning and development systems available for use in

    interstate commerce knowing that they will be accessed and used in this jurisdiction and

    elsewhere throughout the United States.

    19. Defendant StepStone AS (StepStone) is a foreign corporation organized andexisting under the laws of Norway, and with a principal place of business located at Thunes Vei

    2, Oslo, 0274 Norway. StepStone develops and sells or offers for sale infringing learning and

    development systems in this jurisdiction, including its ETWeb and reasonably similar products

    and services, and makes its infringing learning and development systems available for use in

    interstate commerce knowing that they will be accessed and used in this jurisdiction and

    elsewhere throughout the United States.

    20. Defendant Technomedia International, Inc. (Technomedia) is a Texascorporation with a principal place of business located at 2503 Robinhood St., Suite 200,

    Houston, TX 77005. Technomedia develops and sells or offers for sale infringing learning and

    development systems in this jurisdiction, including its TM Sigal and reasonably similar products

    and services, and makes its infringing learning and development systems available for use in

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    interstate commerce knowing that they will be accessed and used in this jurisdiction and

    elsewhere throughout the United States.

    21. Defendant Trivantis Corporation (Trivantis) is a Delaware corporation with aprincipal place of business located at 311 Elm St., Suite 200, Cincinnati, OH 45202. Trivantis

    develops and sells or offers for sale infringing learning and development systems in this

    jurisdiction, including its CourseMill and reasonably similar products and services, and makes its

    infringing learning and development systems available for use in interstate commerce knowing

    that they will be accessed and used in this jurisdiction and elsewhere throughout the United

    States.

    22. Defendant The Ultimate Software Group, Inc. (Ultimate Software) is aDelaware corporation with a principal place of business located at 2000 Ultimate Way, Weston,

    FL 33326. Ultimate Software develops and sells or offers for sale infringing learning and

    development systems in this jurisdiction, including its UltiPro and reasonably similar products

    and services, and makes its infringing learning and development systems available for use in

    interstate commerce knowing that they will be accessed and used in this jurisdiction and

    elsewhere throughout the United States.

    COUNT I

    (Infringement of U.S. Patent No. 6,685,478 by Oracle)

    23. IpLearn realleges and incorporates by reference paragraphs 1-22 of thisComplaint as if fully set forth herein.

    24. On February 3, 2004, U.S. Patent No. 6,685,478 (the 478 patent), entitledInexpensive Computer-Aided Learning Methods and Apparatus for Learners, issued to Chi Fai

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    Ho, John P. Del Favero, Jr., and Peter P. Tong, and is valid and enforceable. A true and correct

    copy of the 478 patent is attached hereto as Exhibit 1.

    25. IpLearn is the assignee and sole holder of all right, title, and interest in the 478patent, including all rights to enforce the 478 patent and collect past and future damages for

    infringement.

    26. Defendant Oracle, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its Enterprise Business Suite (EBS),

    iLearning, and reasonably similar products or services, has infringed and continues to infringe

    one or more claims of the 478 patent under 35 U.S.C. 271.

    27. IpLearn has been, and continues to be, damaged by Oracles infringement of the478 patent.

    COUNT II

    (Infringement of U.S. Patent No. 6,213,780 by Beeline, Halogen, Kenexa,Meta4, Mzinga, Oracle, StepStone, Technomedia, and Ultimate Software)

    28. IpLearn realleges and incorporates by reference paragraphs 1-22 of thisComplaint as if fully set forth herein.

    29. On April 10, 2001, U.S. Patent No. 6,213,780 (the 780 patent), entitledComputer-Aided Learning and Counseling Methods and Apparatus for a Job, issued to Chi Fai

    Ho and Peter P. Tong, and is valid and enforceable. A true and correct copy of the 780 patent

    is attached hereto as Exhibit 2.

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    30. IpLearn is the assignee and sole holder of all right, title, and interest in the 780patent, including all rights to enforce the 780 patent and collect past and future damages for

    infringement.

    31. Defendant Beeline, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its Orchestrata Talent Management and

    reasonably similar products or services, has infringed and continues to infringe one or more

    claims of the 780 patent under 35 U.S.C. 271.

    32. Defendant Halogen, in making, using, selling, offering for sale, importing intothe United States and/or exporting from the United States its Halogen Talent Management Suite

    (TMS) and reasonably similar products or services, has infringed and continues to infringe one

    or more claims of the 780 patent under 35 U.S.C. 271.

    33. Defendant Kenexa, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its Kenexa 2X and reasonably similar

    products or services, has infringed and continues to infringe one or more claims of the 780

    patent under 35 U.S.C. 271.

    34. Defendant Meta4, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its PeopleNet and reasonably similar

    products or services, has infringed and continues to infringe one or more claims of the 780

    patent under 35 U.S.C. 271.

    35. Defendant Mzinga, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its OmniSocial and reasonably similar

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    products or services, has infringed and continues to infringe one or more claims of the 780

    patent under 35 U.S.C. 271.

    36. Defendant Oracle, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its PeopleSoft Enterprise and reasonably

    similar products or services, has infringed and continues to infringe one or more claims of the

    780 patent under 35 U.S.C. 271.

    37. Defendant StepStone, in making, using, selling, offering for sale, importing intothe United States and/or exporting from the United States its ETWeb and reasonably similar

    products or services, has infringed and continues to infringe one or more claims of the 780

    patent under 35 U.S.C. 271.

    38. Defendant Technomedia, in making, using, selling, offering for sale, importinginto the United States and/or exporting from the United States its TM Sigal and reasonably

    similar products or services, has infringed and continues to infringe one or more claims of the

    780 patent under 35 U.S.C. 271.

    39. Defendant Ultimate Software, in making, using, selling, offering for sale,importing into the United States and/or exporting from the United States its UltiPro and

    reasonably similar products or services, has infringed and continues to infringe one or more

    claims of the 780 patent under 35 U.S.C. 271.

    40. IpLearn has been, and continues to be, damaged by Beeline, Halogen, Kenexa,Meta4, Mzinga, Oracle, StepStone, Technomedia, and Ultimate Softwares infringement of the

    780 patent.

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    47. On February 10, 2004, U.S. Patent No. 6,688,888 (the 888 patent), entitledComputer-Aided Learning System and Method, issued to Chi Fai Ho and Peter P. Tong, and is

    valid and enforceable. A true and correct copy of the 888 patent is attached hereto as Exhibit 4.

    48. IpLearn is the assignee and sole holder of all right, title, and interest in the 888patent, including all rights to enforce the 888 patent and collect past and future damages for

    infringement.

    49. Defendant Avnet, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its TopClass and reasonably similar

    products or services, has infringed and continues to infringe one or more claims of the 888

    patent under 35 U.S.C. 271.

    50. Defendant Cengage, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its iLrn Heinle Learning Center and

    reasonably similar products or services, has infringed and continues to infringe one or more

    claims of the 888 patent under 35 U.S.C. 271.

    51. Defendant Connections Academy, in making, using, selling, offering for sale,importing into the United States and/or exporting from the United States its K to the 8th Power

    (Kto8), Connexus, and reasonably similar products or services, has infringed and continues to

    infringe one or more claims of the 888 patent under 35 U.S.C. 271.

    52. Defendant Element K, in making, using, selling, offering for sale, importing intothe United States and/or exporting from the United States its Learning Management System

    KnowledgeHub and reasonably similar products or services, has infringed and continues to

    infringe one or more claims of the 888 patent under 35 U.S.C. 271.

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    53. Defendant Operitel, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its LearnFlex and reasonably similar

    products or services, has infringed and continues to infringe one or more claims of the 888

    patent under 35 U.S.C. 271.

    54. Defendant Oracle, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its Enterprise Business Suite (EBS),

    iLearning, PeopleSoft Enterprise, and reasonably similar products or services, has infringed and

    continues to infringe one or more claims of the 888 patent under 35 U.S.C. 271.

    55. Defendant Pearson, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its LearningStudio, NovaNET, and

    reasonably similar products or services, has infringed and continues to infringe one or more

    claims of the 888 patent under 35 U.S.C. 271.

    56. Defendant Trivantis, in making, using, selling, offering for sale, importing intothe United States and/or exporting from the United States its CourseMill and reasonably similar

    products or services, has infringed and continues to infringe one or more claims of the 888

    patent under 35 U.S.C. 271.

    57. IpLearn has been, and continues to be, damaged by Avnet, Cengage, ConnectionsAcademy, Element K, Operitel, Oracle, Pearson, and Trivantis infringement of the 888 patent.

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    COUNT V

    (Infringement of U.S. Patent No. 5,779,486 by Avnet, Cengage,Connections Academy, Element K, Operitel, Oracle, Pearson, and Trivantis)

    58. IpLearn realleges and incorporates by reference paragraphs 1-22 of thisComplaint as if fully set forth herein.

    59. On July 14, 1998, U.S. Patent No. 5,779,486 (the 486 patent), entitledMethods and Apparatus to Assess and Enhance a Students Understanding in a Subject, issued

    to Chi Fai Ho and Peter P. Tong, and is valid and enforceable. A true and correct copy of the

    486 patent is attached hereto as Exhibit 5.

    60. IpLearn is the assignee and sole holder of all right, title, and interest in the 486patent, including all rights to enforce the 486 patent and collect past and future damages for

    infringement.

    61. Defendant Avnet, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its TopClass and reasonably similar

    products or services, has infringed and continues to infringe one or more claims of the 486

    patent under 35 U.S.C. 271.

    62. Defendant Cengage, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its iLrn Heinle Learning Center and

    reasonably similar products or services, has infringed and continues to infringe one or more

    claims of the 486 patent under 35 U.S.C. 271.

    63. Defendant Connections Academy, in making, using, selling, offering for sale,importing into the United States and/or exporting from the United States its K to the 8th Power

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    (Kto8), Connexus, and reasonably similar products or services, has infringed and continues to

    infringe one or more claims of the 486 patent under 35 U.S.C. 271.

    64. Defendant Element K, in making, using, selling, offering for sale, importing intothe United States and/or exporting from the United States its Learning Management System

    KnowledgeHub and reasonably similar products or services, has infringed and continues to

    infringe one or more claims of the 486 patent under 35 U.S.C. 271.

    65. Defendant Operitel, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its LearnFlex and reasonably similar

    products or services, has infringed and continues to infringe one or more claims of the 486

    patent under 35 U.S.C. 271.

    66. Defendant Oracle, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its Enterprise Business Suite (EBS),

    iLearning, PeopleSoft Enterprise, and reasonably similar products or services, has infringed and

    continues to infringe one or more claims of the 486 patent under 35 U.S.C. 271.

    67. Defendant Pearson, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its LearningStudio, NovaNET, and

    reasonably similar products or services, has infringed and continues to infringe one or more

    claims of the 486 patent under 35 U.S.C. 271.

    68. Defendant Trivantis, in making, using, selling, offering for sale, importing intothe United States and/or exporting from the United States its CourseMill and reasonably similar

    products or services, has infringed and continues to infringe one or more claims of the 486

    patent under 35 U.S.C. 271.

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    69. IpLearn has been, and continues to be, damaged by Avnet, Cengage, ConnectionsAcademy, Element K, Operitel, Oracle, Pearson, and Trivantis infringement of the 486 patent.

    COUNT VI

    (Infringement of U.S. Patent No. 6,398,556 by Avnet, Beeline, Cengage,

    Connections Academy, Element K, Halogen, Kenexa, Lawson, Meta4,Mzinga, Operitel, Oracle, Trivantis, and Ultimate Software)

    70. IpLearn realleges and incorporates by reference paragraphs 1-22 of thisComplaint as if fully set forth herein.

    71. On June 4, 2002, U.S. Patent No. 6,398,556 (the 556 patent), entitledInexpensive Computer-Aided Learning Methods and Apparatus for Learners, issued to Chi Fai

    Ho, John P. Del Favero, Jr., and Peter P. Tong, and is valid and enforceable. A true and correct

    copy of the 556 patent is attached hereto as Exhibit 6.

    72. On June 12, 2007, the U.S. Patent and Trademark Office issued a reexaminationcertificate for the 556 patent.

    73. IpLearn is the assignee and sole holder of all right, title, and interest in the 556patent, including all rights to enforce the 556 patent and collect past and future damages for

    infringement.

    74. Defendant Avnet, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its TopClass and reasonably similar

    products or services, has infringed and continues to infringe one or more claims of the 556

    patent under 35 U.S.C. 271.

    75. Defendant Beeline, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its Orchestrata Talent Management and

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    reasonably similar products or services, has infringed and continues to infringe one or more

    claims of the 556 patent under 35 U.S.C. 271.

    76. Defendant Cengage, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its iLrn Heinle Learning Center and

    reasonably similar products or services, has infringed and continues to infringe one or more

    claims of the 556 patent under 35 U.S.C. 271.

    77. Defendant Connections Academy, in making, using, selling, offering for sale,importing into the United States and/or exporting from the United States its K to the 8th Power

    (Kto8) and reasonably similar products or services, has infringed and continues to infringe one or

    more claims of the 556 patent under 35 U.S.C. 271.

    78. Defendant Element K, in making, using, selling, offering for sale, importing intothe United States and/or exporting from the United States its Learning Management System

    KnowledgeHub and reasonably similar products or services, has infringed and continues to

    infringe one or more claims of the 556 patent under 35 U.S.C. 271.

    79. Defendant Halogen, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its Halogen Talent Management Suite

    (TMS) and reasonably similar products or services, has infringed and continues to infringe one

    or more claims of the 556 patent under 35 U.S.C. 271.

    80. Defendant Kenexa, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its Kenexa 2X and reasonably similar

    products or services, has infringed and continues to infringe one or more claims of the 556

    patent under 35 U.S.C. 271.

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    81. Defendant Lawson, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its Lawson Learning Management System

    (LLMS), Talent Management Suite (TMS), and reasonably similar products or services, has

    infringed and continues to infringe one or more claims of the 556 patent under 35 U.S.C. 271.

    82. Defendant Meta4, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its PeopleNet and reasonably similar

    products or services, has infringed and continues to infringe one or more claims of the 556

    patent under 35 U.S.C. 271.

    83. Defendant Mzinga, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its OmniSocial and reasonably similar

    products or services, has infringed and continues to infringe one or more claims of the 556

    patent under 35 U.S.C. 271.

    84. Defendant Operitel, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its LearnFlex and reasonably similar

    products or services, has infringed and continues to infringe one or more claims of the 556

    patent under 35 U.S.C. 271.

    85. Defendant Oracle, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its Enterprise Business Suite (EBS),

    PeopleSoft Enterprise, and reasonably similar products or services, has infringed and continues

    to infringe one or more claims of the 556 patent under 35 U.S.C. 271.

    86. Defendant Trivantis, in making, using, selling, offering for sale, importing intothe United States and/or exporting from the United States its CourseMill and reasonably similar

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    products or services, has infringed and continues to infringe one or more claims of the 556

    patent under 35 U.S.C. 271.

    87. Defendant Ultimate Software, in making, using, selling, offering for sale,importing into the United States and/or exporting from the United States its UltiPro and

    reasonably similar products or services, has infringed and continues to infringe one or more

    claims of the 556 patent under 35 U.S.C. 271.

    88. IpLearn has been, and continues to be, damaged by Avnet, Beeline, Cengage,Connections Academy, Element K, Halogen, Kenexa, Lawson, Meta4, Mzinga, Operitel, Oracle,

    Trivantis, and Ultimate Softwares infringement of the 556 patent.

    COUNT VII

    (Infringement of U.S. Patent No. RE38,432 by Element K, Mzinga, and Oracle)

    89. IpLearn realleges and incorporates by reference paragraphs 1-22 of thisComplaint as if fully set forth herein.

    90. On February 24, 2004, U.S. Patent No. RE38,432 (the 432 patent), entitledComputer-Aided Group-Learning Methods and Systems, reissued to Chi Fai Ho and Peter P.

    Tong, and is valid and enforceable. A true and correct copy of the 432 patent is attached hereto

    as Exhibit 7.

    91. IpLearn is the assignee and sole holder of all right, title, and interest in the 432patent, including all rights to enforce the 432 patent and collect past and future damages for

    infringement.

    92. Defendant Element K, in making, using, selling, offering for sale, importing intothe United States and/or exporting from the United States its Learning Management System

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    KnowledgeHub and reasonably similar products or services, has infringed and continues to

    infringe one or more claims of the 432 patent under 35 U.S.C. 271.

    93. Defendant Mzinga, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its OmniSocial and reasonably similar

    products or services, has infringed and continues to infringe one or more claims of the 432

    patent under 35 U.S.C. 271.

    94. Defendant Oracle, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its Beehive, iLearning, Live Virtual Class,

    and reasonably similar products or services, has infringed and continues to infringe one or more

    claims of the 432 patent under 35 U.S.C. 271.

    95. IpLearn has been, and continues to be, damaged by Element K, Mzinga, andOracles infringement of the 432 patent.

    COUNT VIII

    (Infringement of U.S. Patent No. RE39,942 by Oracle)

    96. IpLearn realleges and incorporates by reference paragraphs 1-22 of thisComplaint as if fully set forth herein.

    97. On December 18, 2007, U.S. Patent No. RE39,942 (the 942 patent), entitledComputer-Aided Group-Learning Methods and Systems, reissued to Chi Fai Ho and Peter P.

    Tong, and is valid and enforceable. A true and correct copy of the 942 patent is attached hereto

    as Exhibit 8.

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    98. IpLearn is the assignee and sole holder of all right, title, and interest in the 942patent, including all rights to enforce the 942 patent and collect past and future damages for

    infringement.

    99. Defendant Oracle, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its Beehive, iLearning, Live Virtual Class,

    and reasonably similar products or services, has infringed and continues to infringe one or more

    claims of the 942 patent under 35 U.S.C. 271.

    100. IpLearn has been, and continues to be, damaged by Oracles infringement of the942 patent.

    COUNT IX

    (Infringement of U.S. Patent No. 6,126,448 by Beeline, Halogen, Kenexa,Meta4, Mzinga, Oracle, StepStone, Technomedia, and Ultimate Software)

    101. IpLearn realleges and incorporates by reference paragraphs 1-22 of thisComplaint as if fully set forth herein.

    102. On October 3, 2000, U.S. Patent No. 6,126,448 (the 448 patent), entitledComputer-Aided Learning Methods and Apparatus for a Job, issued to Chi Fai Ho and Peter P.

    Tong, and is valid and enforceable. A true and correct copy of the 448 patent is attached hereto

    as Exhibit 9.

    103. IpLearn is the assignee and sole holder of all right, title, and interest in the 448patent, including all rights to enforce the 448 patent and collect past and future damages for

    infringement.

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    104. Defendant Beeline, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its Orchestrata Talent Management and

    reasonably similar products or services, has infringed and continues to infringe one or more

    claims of the 448 patent under 35 U.S.C. 271.

    105. Defendant Halogen, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its Halogen Talent Management Suite

    (TMS) and reasonably similar products or services, has infringed and continues to infringe one

    or more claims of the 448 patent under 35 U.S.C. 271.

    106. Defendant Kenexa, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its Kenexa 2X and reasonably similar

    products or services, has infringed and continues to infringe one or more claims of the 448

    patent under 35 U.S.C. 271.

    107. Defendant Meta4, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its PeopleNet and reasonably similar

    products or services, has infringed and continues to infringe one or more claims of the 448

    patent under 35 U.S.C. 271.

    108. Defendant Mzinga, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its OmniSocial and reasonably similar

    products or services, has infringed and continues to infringe one or more claims of the 448

    patent under 35 U.S.C. 271.

    109. Defendant Oracle, in making, using, selling, offering for sale, importing into theUnited States and/or exporting from the United States its Enterprise Business Suite (EBS),

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    Dated: September 15, 2011 Respectfully submitted,

    _ /s/ Arthur G. Connolly, III

    Arthur G. (Chip) Connolly, III (#2667)

    Kristen Healey Cramer (#4512)

    Jeremy D. Anderson (#4515)CONNOLLY BOVE LODGE &HUTZ LLP

    The Nemours Building

    1007 North Orange Street

    Wilmington, DE 19801Direct Dial: 302-888-6318

    Desktop Fax: 302-255-4318

    Fax: [email protected]

    [email protected]

    [email protected]

    OF COUNSEL:

    Wayne O. Stacy

    Orion Armon

    COOLEY LLP

    380 Interlocken Crescent, Suite 900

    Broomfield, CO 80021-8023(720) 566-4000 (phone)(720) 566-4099 (fax)

    [email protected]

    [email protected]

    Tom Friel

    COOLEY LLP101 California Street, 5th Floor

    San Francisco, CA 94111-5800

    (415) 693-2000 (phone)

    (415) 693-2222 (fax)[email protected]

    Attorneys for IpLearn

    362602 v2/CO